United Bankshares (UBSI) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held on May 13, 2026, to elect 14 directors, ratify Ernst & Young LLP as auditor, and approve executive compensation on an advisory basis.

• Shareholders of record as of March 5, 2026, are entitled to vote, with 139,670,543 shares outstanding.

• Voting can be done by mail, phone, internet, or in person, with cumulative voting rights for director elections.

Voting matters and shareholder proposals

• Shareholders will vote on electing 14 directors, ratifying Ernst & Young LLP as auditor, and a nonbinding say-on-pay resolution for executive compensation.

• Shareholder proposals for the 2027 meeting must be received by December 2, 2026, for proxy inclusion, and by February 15, 2027, for presentation at the meeting.

• Shareholders may nominate directors by written notice within 10 days of proxy mailing.

Board of directors and corporate governance

• The board consists of 14 nominees, with a supermajority of independent directors and a lead independent director.

• Board committees include Executive, Audit, Compensation and Human Capital, Risk, and Governance and Nominating, all with independent membership.

• Board refreshment has added five new independent directors since 2020.

• Annual board and committee self-evaluations are conducted.